Legacy
by phoenixqueen
Summary: Most men don't wake up one day thinking that it is going to be their last. Certainly, Phil Coulson didn't. Warning: Character Death, post-Avengers, AU to Agents of S.H.I.E.L.D.


**Title: Legacy**

**Rating: K+ (rated for character death)**

**Characters: Phil Coulson, Nick Fury, mentions of Melinda May, Clint Barton, and Natasha Romanoff**

**Warnings: Character death, AU to Agents of S.H.I.E.L.D, Reverse "fix-it" fic.**

**Author's Note: Don't get me wrong, folks, I love Phil Coulson to death. But this fic popped into my head and wouldn't leave me alone until I wrote it down. I'm quite pleased with how it turned out, all things considered. Phil will return in my future stories. I just had some angst that wouldn't let me alone until I got it out, and Coulson ended up being the target this time.**

* * *

Most people don't wake up one day knowing that they are about to die. Certainly, Phil Coulson didn't. In almost every respect, the day started out fairly normal, or as normal as it could be when you worked for the world's top covert agency.

His new team was on stand down, while Intelligence gathered the necessary data for their next deployment and the Avengers were currently holed up in their Tower, since there was no need for them to be on active duty. Everything was fairly routine – he filed paperwork, issued the orders that came to him from Director Fury, and dealt with the hundreds of bits of minutia that came across his desk every day. There was nothing to set this particular day apart as anything other than what it appeared to be on the surface.

Melinda came in during the middle of the day with an offer to go to lunch. After a brief moment of consideration, Phil agreed. There would always be work waiting for him, but in the wake of the Loki Incident, he'd come to realize how important it was to savor the little moments. He'd never particularly had trouble with that in the past, but getting an alien spear through his chest which shredded his heart and lung and led to his first death had changed his perceptions of that and made him even more aware of the little moments in life.

They left SHIELD headquarters together and headed for a deli that they both enjoyed. That was one of many things that Coulson liked most about New York – the melting pot of cultures, cuisine, and customs. He'd traveled all over the world, first with the military, and then on his missions with SHIELD. But still, somehow, there wasn't anywhere on Earth exactly like New York City.

They ordered their food and took seats at one of the little bistro tables that sat outside the restaurant so they could enjoy their food on the pleasant spring day. For once, their conversation didn't focus on what they would need to do once their team was deployed again. There was no mention of the Rising Tide, Centipede, AIM, or any of the other wanna-be world conquerors who thought they could make themselves the all-powerful rulers of the world, whether by force or by subterfuge. Instead, they talked about days gone by – past missions, friends who had been taken far too soon, and more mundane matters like music or movies.

Calls from some of the tourists caught their attention and they looked up in time to see Iron Man swooping by overhead, no doubt heading for the Tower based on his trajectory. Both of them shook their heads and left the deli, heading back to work. Back to the routine, back to the strangeness that had become part of their lives from the moment they swore the oath to SHIELD.

At the door they parted, but not before Melinda challenged him to a sparring match later. She'd already gotten Hawkeye and Black Widow to agree, so Phil agreed to join them later as well. It would be good exercise, and more to the point, it would help him keep his skills sharp by going up against three of the best hand-to-hand combatants in the world.

He returned to his paperwork and minutia for a few more hours, until the appointed time he had agreed to meet the others for the sparring match. As he stretched and limbered up, he felt a dull ache in his chest. Rubbing it made it go away, just as it always did. It was a phantom pain, leftover from the spear that had impaled him two years ago. He'd been given a clean bill of health, and the only reminder of what had happened was the thick, ugly scar in the center of his chest, and the occasional phantom pains. He'd learned to ignore them over time, since they weren't debilitating, nor did they last for longer than a second or two.

While he loosened up with Melinda, he watched Clint and Natasha take each other out in a sparring match that most people would never dream of seeing. Their fighting was brutal, no-holds barred, no blows pulled. Where Clint was power and restraint, striking at moments of weakness or vulnerability, Natasha was fluidity and a dancer's grace, one movement flowing into the next, striking from multiple angles, with attacks that were not standard close-combat techniques.

The match ended in a draw, which wasn't unusual for the two of them. They were equal but opposites – evenly matched and used to each other's moves. Once they finished, Phil and Melinda took to the mats.

He had trained her and knew most of her moves, but she had also trained with both Natasha and Clint, and he knew their moves too, even if he couldn't replicate them in the same way. He blocked where he could, and dodged other attacks that would have laid most people out cold, striking back when he could, using his patience and his calm to his advantage.

As he moved in for a strike that should have knocked her off her feet and given him a chance to pin her, she surprised him by pulling one of Natasha's moves at the moment when he was overextended and vulnerable, and before he could recover, her foot slammed into his chest, lighting a dull fire of pain that had him backing off for a moment to catch his breath. She hesitated just long enough to make sure that she hadn't done any serious damage – Nick frowned on sparring matches that were brutal enough to land his best agents in the Medical wing – but as soon as she was certain she hadn't caused him permanent harm she leapt for him again. This time he was able to snatch her out of the air and twist her down onto the mat, pinning her with his greater weight and trapping her in an arm lock that would dislocate her shoulder and elbow if she tried to break his hold.

She tested the position he had her in by flexing her muscles, but he held firm, and a moment later she tapped out. Phil released her immediately and stood before helping her to her feet. He went to rub his chest again, which was still aching slightly from her attack, and after a moment the pain faded away. No doubt he would have a glorious bruise there in the morning, but the exertion and the exercise had left them all smiling.

A quick shower and a change into a new suit left him with enough time to take care of another hour or two of paperwork before he went to the Tower on Clint and Natasha's invitation to have dinner with the team he had helped to bring together. Dr. Banner was apparently cooking that night, and good Indian cuisine was something that Coulson could never pass up.

Dinner was pleasant enough, even if it did mean dealing with Stark. Surprisingly enough, the billionaire had mellowed out somewhat since settling into a steady relationship with his CEO and becoming part of a team. While he was still loud and brash, with a tendency to tease and poke fun, _now_ it was genuine, and not simply an attempt to be noticed. The team could tell the difference and so could Phil. While Stark hadn't been the world's first superhero, he _was_ the first one that Phil had ever met in person, and there was a connection there. Seeing the changes that Stark had undergone since his ordeal in Afghanistan surprised him every time, although he never showed it.

When the dinner ended, Phil excused himself. The ache in his chest was back, but he attributed that to the earlier sparring match. SHIELD headquarters was only a few short blocks from the Tower, so he decided that he would walk back, rather than take a cab or tie up Stark's driver.

Even after two years, the city was still rebuilding, although things were much better off now than they had been in the weeks immediately following the Battle of Manhattan. Fortunately, most of the Avengers' missions these days took them out of New York altogether. There had been a few scuffles here and there, but nothing that the team couldn't handle quickly and with minimal collateral damage.

As he moved down the street, his chest tightened up again, and this time he felt he had reason to be concerned. This was real pain, not the phantom pain he'd felt earlier, or the sharp impact from Melinda's foot. This time the pain was spreading into his shoulders and arms, dull and tight, while his chest felt constricted.

He was experienced enough to know that these feelings were not normal. He didn't dare quicken his pace, for fear of the symptoms become more severe. He kept his pace steady and even, and maintained his calm. Panic would not do him any good, and would only cause more trouble.

He walked into SHIELD headquarters and headed straight for the Medical wing. He grabbed the first doctor he saw and explained what was going on. Within moments, he was on a bed, and a team was examining him.

* * *

It wasn't everyday that Nick Fury learned that one of his agents was in the Medical wing complaining of chest pains. And when that agent was his right-hand man, the one he thought of as his one good eye, the one he had already watched die once…well, when word reached him, despite the late hour, he left his quarters and headed straight to Medical.

A doctor stopped him as soon as he walked through the doors, knowing who he had come to see. Nick listened gravely to the news, but felt his own heart skip a beat or two.

Complications, he was told. Something that they couldn't have foreseen a few years ago when Loki impaled Coulson through the chest. He listened, hearing the phrases that meant everything and nothing to him. Weakened heart, scar tissue, concussive blow…mundane, everyday words that shouldn't have referred to Phil Coulson, yet this time they did.

And the prognosis wasn't good. There was nothing they could do except make him comfortable. The drugs weren't working, and there was no time for surgery, let alone a full transplant.

Fury found himself in a private room, looking at one of his best agents – no, his best friend – and for once not knowing what to say. Coulson's jacket, tie, and shirt were gone, revealing a dark, purpling bruise on his chest. Tubes funneling oxygen to him snaked up his body to a cannula in his nose, and IV lines ran down to the backs of both hands. It was a sight that Nick Fury had never wanted to see, because it reminded him all too much of the last time this man had died in front of him.

"Not again, Nick," Coulson whispered, his face still holding its steady, easy calm. "Don't bring me back this time."

"We can't do this without you Phil."

"You're going to have to," Phil said. "Promise me, Nick. Not again. When it's over…" He reached out for one of Fury's hands.

Fury took it, gently, mindful of the IV line. "Let me call Barton and Romanoff – the rest of your team and the Avengers…"

"There's not enough time, Boss." Coulson's face was growing steadily paler, but he didn't seem to be in any pain or discomfort. His breath was growing more labored. "Tell them that I said I was sorry, and that it was my honor to serve with them."

"You have my word," Fury promised.

"And if you mess with my cards again, I _swear_ I'll come back and haunt you."

"That's incentive enough for me to do something horrible to them," Fury said with a smile. "At least you'd still be here."

Coulson glared at him and Fury chuckled, even though his own heart was clenched with pain at the thought of this remarkable man being gone from his life. He glanced away for a moment, trying to compose himself, wondering how Coulson was managing to remain so calm while his life ebbed away. He'd done it the last time too – maintained his calm right up to the very end. But after a moment, he met Coulson's two eyes with his own. He wasn't going to let Coulson die here, alone.

"I'll admit…I didn't…" Coulson paused to catch his breath, drawing some of the precious oxygen. "…didn't wake up this morning thinking today was my last."

"We never do," Fury murmured. He had to ask the question that was on his mind now, before he lost his chance. "How did you do it for so many years, Phil? How were you always so calm, so reliable, and so trustworthy?"

"I was just…just a man…doing my job, Nick. There…there wasn't anything else."

Fury tightened his grip on Coulson's hand. "You are a hero, Phil. You were never just a man. You are one of the most honorable, loyal, and courageous men that I have ever had the privilege of knowing."

Coulson shook his head slightly, careful of the oxygen lines. "Finish…finish what we started…Nick." His blue eyes pierced Nick's, seeing the pain that Nick was trying to hide. "Its okay, Boss. I got two…years more…than I should have."

_Its okay…_those words brought Nick right back to the last time he'd been in this position. "Just stay awake. Eyes on _me_."

The faintest hint of a smile crossed Coulson's pale face. "No. I'm…I'm clocking out." He coughed slightly, the smile being replaced with pain for a moment, before for the calm, steadiness that Nick had depended on for so many years returned. "Promise me, Nick. Not…again. Let me…let me go this time."

Nick wanted to say no, to tell Phil that he would find a way to bring him back – it had worked once, surely it could work again. But then he saw the raw pain and fear in Phil's eyes, and he knew he couldn't deny him this. "I promise."

"Thank you…" Coulson relaxed back into the bed, as if that was the one thing he had been waiting to hear. His hand tightened on Nick's for a moment, before it went slack, and the monitors on the bed began squealing in alarm.

* * *

"Most men don't wake up knowing they are going to die. Certainly, Phil Coulson didn't. But he had two years more than he should have, and he had the honor of bringing together the greatest team of superheroes that ever lived.

He would never have sought the praise for himself, and if asked to describe himself in one word, he would have said that he was practical. But it was his steady calm, his loyalty, and his extraordinary courage that we will miss the most. SHIELD wouldn't be what it is today – the _world_ wouldn't be what it is today, if it wasn't for this man. To Phil Coulson – a true hero in every sense of the word."

Fury raised the glass of scotch and looked around at all of the people that Phil had considered friends. They had gathered at Avengers Tower to say goodbye properly this time, because Fury intended to honor his final promise. This…_this_ was Phil Coulson's legacy. He had come into their lives without a fuss, without a show-stopping number, and molded the men and women in front of him into a force that Fury had no doubt would continue to save the world. Just as he had come into their lives quietly, he had left it equally as quietly, leaving behind memories that would outlast him.

"To Phil Coulson."


End file.
